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Bharat Heavy Electricals Limited

No: AA/SCY/AGM54 Date: 09.10.2018

SSE Limited
P.J. Towers, Dalal Street,
MUMBAI-400001

National Stock Exchange of India Limited

Exchange Plaza, C-l, Block G,
Bandra-Kurla Complex, Bandra (East)
MUMBAI-400051

Dear Sirs,

Sub: Minutes of 54th Annual General Meeting of SHEl

held on 19th September, 2018

Please find enclosed herewith a copy of the Minutes of 54th Annual General Meeting of
BHEL held on 19th September, 2018, for your information and record.

Thanking you,

Yours faithfully,

".l'hl
~Company Secretary
companysecretary@bhel.in

Encl: As above

BHEL Corporate Identity Number (CIN) L74899DL1964GOI004281 Web: www.bhel.com

~ <jj1'1\tFl: iRr1?l'm, ~qj'ri, 'l{RffiT 110049, 'J.lR(l .cB'R: 011-66337000, ~:011-66337428
Regd. Office: BHEL HOUSE, Siri Fort, New Delhi-l10049, INDIA. Phone: 011-66337000, Fax: 011-66337428
 Page 1 of 16

BHARAT HEAVY ELECTRICALS LIMITED

NEW DELHI

Minutes of the 54th Annual General Meeting of Bharat Heavy Electricals

Limited held on ‘Wednesday’, 19th September, 2018 from 10 AM to 11.35
AM at Manekshaw Centre, Parade Road, Khyber Lines, Delhi Cantt,
Delhi
….

PRESENT

1. Shri Atul Sobti

Chairman & Managing Director and Member

2. Shri Pravin L. Agrawal

Part-time Official Director

3. Shri Keshav N. Desiraju

Independent Director
Chairperson-Nomination & Remuneration Committee

4. Shri R. Swaminathan
Independent Director
Chairperson-Stakeholders Relationship Committee and
Member-Board Level Audit Committee

5. Ms. Surama Padhy

Independent Director

6. Shri Desh Deepak Goel

Independent Director

7. Shri Ranjit Rae

Independent Director

8. Shri D. Bandyopadhyay
Director (HR)

9. Shri Subrata Biswas

Director (E, R&D)

10. Shri Akhil Joshi

Director (Power) and Member

11. Shri Subodh Gupta

Director (Finance)

12. Shri S. Balakrishnan

Director (IS&P)
 Page 2 of 16

13. Shri Vijay Prasad Singh

Director, Department of Heavy Industry
Ministry of Heavy Industries & Public Enterprises
(As Representative of the President of India, holding 231,51,78,000
shares i.e. 63.06% of the total paid up share capital of the Company)

Total 1010 Members representing 235,32,54,854 shares and 32 Proxies

representing 147,989 shares were present.

IN ATTENDANCE

Shri I.P. Singh Company Secretary

AUDITORS/ SCRUTINIZER

a) Statutory Auditors
1) Shri A.K. Singhal & Shri Atul Jain : M/s DSP & Associates
2) Shri Rakesh Kumar & Shri Prakash : M/s Dhawan & Co.
N. Mathur
3) Shri Ritesh Kumar Jain : M/s Mahesh C. Solanki & Co
b) Secretarial Auditor
Shri Pramod P. Agarwal, PCS : M/s P.P. Agarwal & Co.
c) Lead Cost Auditors
Shri Subhash Agrawal : M/s R.J. Goel & Co.
d) Scrutinizer
Ms. Ashu Gupta, PCS : M/s Ashu Gupta & Co.

Company Secretary welcomed the shareholders, Chairman & Managing Director

(CMD), Directors and other dignitaries on the occasion of the 54th Annual
General Meeting (AGM) of the Company. Thereafter, Company Secretary
informed that as per Article 47 of the Articles of Association of Bharat Heavy
Electricals Limited (BHEL), Chairman of the Directors shall be entitled to take
chair at every general meeting of the Company and requested CMD to take the
chair. Shri Atul Sobti, CMD presided over the meeting pursuant to Article 47 of
the Articles of Association of the Company.

While welcoming the Members on the occasion of 54th AGM of the Company,
Chairman introduced all the Directors, sitting on the dais. He also acknowledged
the presence of Shri Vijay Prasad Singh, representative of the President of India.

The Chairman informed that Dr. Subhash Chandra Pandey, SS&FA /DIPP and
Part-time Official Director has requested for leave of absence due to a meeting
in PMO. He further informed that Shri Rajesh Kishore, Independent Director &
Chairperson, Board Level Audit Committee has requested leave of absence on
account of his continuing ill health and has authorized Shri R. Swaminathan,
Independent Director & Member/ BLAC, to represent as Chairperson, Audit
Committee.
 Page 3 of 16

The Chairman informed the Members that Shri Keshav N. Desiraju, Chairperson
of the Nomination & Remuneration Committee and Shri R. Swaminathan,
Chairperson of the Stakeholders Relationship Committee and Member-Board
Level Audit Committee of BHEL (authorized to represent as Chairperson, Audit
Committee) were present at the AGM.

The Chairman informed the Members that Shri A.K. Singhal & Shri Atul Jain of
M/s DSP & Associates, Shri Rakesh Kumar & Shri Prakash N. Mathur of M/s
Dhawan & Co. and Shri Ritesh Kumar Jain of M/s Mahesh C. Solanki & Co,
Statutory Auditors as well as Shri Subhash Agrawal of M/s R.J. Goel & Co., Lead
Cost Auditors of the Company were present at the meeting. He further informed
that Shri Pramod P. Agarwal, Practicing Company Secretary of M/s P.P. Agarwal
& Co., Secretarial Auditor of the Company and Ms. Ashu Gupta, Practicing
Company Secretary of M/s Ashu Gupta & Co. who has been appointed as
Scrutinizer for e-voting & polling process for the 54th AGM were also present at
the meeting.

The Chairman stated that pursuant to Section 170 of the Companies Act, 2013,
the Register of Directors & KMPs and their shareholding and pursuant to Section
189, the Register of Contracts or Arrangements in which Directors are interested
have been placed on the table and were available for inspection by any person
attending the meeting. Further, Chairman stated that the Auditors’ Report and
Secretarial Audit Report were also available for inspection. He declared that
quorum was as per Section 103 of the Companies Act, 2013 and as such the
meeting was in order.

The Chairman then delivered his speech (reproduced at Annexure-I).

The Chairman appealed to the Members to maintain peace and decorum till the
conclusion of the meeting. He further requested the Members to avoid any
defamatory remarks about the Company or any matter relating to any individual
employee of the Company and informed that personal grievances would also not
be entertained in this meeting, as it was not the appropriate forum to discuss such
issues. He also requested the Members to restrict their questions only to the
business as mentioned in the Notice of the 54th AGM.

Thereafter, Chairman informed the Members that the Annual Report 2017-18
containing Notice of 54th AGM together with Explanatory Statement, Directors’
Report and Annual Financial Statements of the Company for the Financial Year
ended 31st March, 2018 have already been sent to all the Members by post or by
e-mail and as such, he sought permission of the Members to take the aforesaid
documents as read. The Members present agreed to the request of the Chairman.

The Chairman also informed that the Auditors’ Report and Report of
Comptroller & Auditor General of India (C&AG) comprising ‘NIL’ comments
have also been sent to the shareholders. Company Secretary read the
observations in the Secretarial Auditor’s Report and management reply thereon.
 Page 4 of 16

The Chairman further informed the Members that in pursuance of Section 108
of the Companies Act, 2013 and the prescribed Rules thereto and Regulation 44
of the SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015, the Company had provided remote e-voting facility through M/s Karvy
Computershare Private Limited to the Members to cast their vote by electronic
means. He stated that the remote e-voting commenced at 9 AM on 16th
September, 2018 and ended at 5 PM on 18th September, 2018. He explained that
arrangements have been made to conduct a poll on the items of the agenda in
order to provide facility to Members/ Proxies present at the AGM to vote by way
of polling who could not exercise their vote through remote e-voting process.

Thereafter, Company Secretary explained the procedure for poll on the agenda
items of the AGM to the shareholders. He then read the items of business to be
transacted for the AGM along with relevant resolutions. Chairman explained the
objective and implications of the resolutions to be put to vote at the meeting.

The Chairman then invited Members to ask their queries, if any, with regard to
the agenda items to be transacted at the AGM. The Chairman replied
appropriately to the relevant questions raised by the shareholders in the meeting
and provided necessary clarifications to the satisfaction of the Members. While
answering the queries he mentioned that significant improvement in financials
has been made possible through prudent strategies of accelerated execution, cost
control and resource optimization measures. He also replied shareholders’
queries with regard to a) progress made by BHEL with regard to emission control
equipment for thermal power plants; b) progress made in transportation segment;
and c) improvements in executable order book.

Thereafter, he declared that voting by poll would be open and those shareholders
who have not cast their vote electronically, can cast their vote (on all the
resolutions for the ordinary and special businesses) on the ballot paper provided
to them & also available with the volunteers and drop the same in the ballot
boxes after filling the requisite details.

The Chairman invited Ms. Ashu Gupta of M/s Ashu Gupta & Co., Practicing
Company Secretary, Scrutinizer to take over the poll proceeding. After the close
of the poll, the ballot boxes were sealed by the Scrutinizer. Chairman stated that
the result of e-voting done earlier and physical poll would be communicated to
the stock exchanges and the Consolidated Scrutinizer’s Report displayed on the
website of the Company (www.bhel.com) and on the website of our remote e-
voting service provider M/s Karvy Computershare Private Limited
(www.evoting.karvy.com).

The Chairman confirmed that the quorum was present throughout the meeting
and that the meeting was called, convened, held and conducted as per the
provisions of the Act, the Rules and Secretarial Standards made thereunder.

The meeting concluded with a vote of thanks, proposed by Shri D.

Bandyopadhyay, Director (HR) to the esteemed shareholders, Authorized
Representative of the President of India, Auditors, Directors on the Board,
 Page 5 of 16

Administration & Corporate Communication Departments, Company

Secretariat, organizers, volunteers, M/s Karvy Computershare Private Limited,
Scrutinizer and the employees of the Company.

--------

DETAILS OF RESOLUTIONS PASSED

On the basis of the Consolidated Scrutinizer’s Report, the summary of which is

mentioned hereunder, the Chairman declared the results of voting on 19th
September, 2018 that all the resolutions for the ordinary and special businesses
as set out in Item nos. 1 to 12 in the Notice of the 54th AGM of the Company
have been duly passed by the requisite majority. The resolutions for the ordinary
and special businesses, duly approved by the Members with requisite majority,
are recorded hereunder as part of the proceedings of the 54th AGM of the
Members held on 19th September, 2018.

ORDINARY BUSINESS

Item No. 1: Ordinary Resolution to receive, consider and adopt the Audited
Standalone and Consolidated Financial Statements of the Company for the
Financial Year ended 31st March, 2018 together with the Directors’ Report
and Auditors’ Report thereon

“RESOLVED THAT the Audited Standalone and Consolidated Financial

Statements of the Company for the Financial Year ended 31st March, 2018
together with the Directors’ Report, Cash Flow Statement, Auditors’ Report and
comments of the Comptroller & Auditor General of India be and are hereby
adopted.”

Item No. 2: Ordinary Resolution to declare dividend for the financial year
2017-18

“RESOLVED THAT a final dividend @ 51% (Rs. 1.02 per share of Rs. 2 /-
each) on the Paid-up Equity Share Capital of Rs. 734.28 crore [in addition to an
interim dividend @ 40% (Rs. 0.80 per Share of Rs. 2/- each)] on the Paid-up
Equity Share Capital of Rs. 734.28 crores already paid during the year 2017-18]
as recommended by the Board of Directors be and is hereby declared out of the
profit of the Company for the year 2017-18 and the same (including the effect
of rounding off) be paid pursuant to the provisions of the Companies Act, 2013.”
 Page 6 of 16

Item No. 3: Ordinary Resolution to appoint a Director in place of Dr.

Subhash Chandra Pandey (DIN: 01613073), who retires by rotation and
being eligible, offers himself for re-appointment

“RESOLVED THAT Dr. Subhash Chandra Pandey (DIN: 01613073), who

retires by rotation and being eligible, offers himself for re-appointment, be and
is hereby re-appointed as Director of the Company.”

Item No. 4: Ordinary Resolution to appoint a Director in place of Shri Akhil

Joshi (DIN: 06604954), who retires by rotation and being eligible, offers
himself for re-appointment

“RESOLVED THAT Shri Akhil Joshi (DIN: 06604954), who retires by rotation
and being eligible, offers himself for re-appointment, be and is hereby re-
appointed as Director of the Company.”

Item No.5: Ordinary Resolution to authorize the Board of Directors to fix

the remuneration of the Auditors for the year 2018-19

“RESOLVED THAT pursuant to provisions of Section 139 (5) read with Section
142 of the Companies Act, 2013, the Board of Directors of the Company be and
is hereby authorized to fix the remuneration of the Auditors of the Company
appointed by the Comptroller & Auditor General of India for the year 2018-19.”

SPECIAL BUSINESS

Item No. 6: Ordinary Resolution for ratification of Remuneration of Cost

Auditors for financial year 2018-19

“RESOLVED THAT pursuant to the provisions of Section 148 and other

applicable provisions of the Companies Act, 2013 read with the Companies
(Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-
enactment thereof, for the time being in force), the remuneration of the Cost
Auditors appointed by the Board of Directors of the Company to conduct the
audit of the cost records of the Company for the Financial Year ended on 31st
March, 2019 as set out in the Statement annexed to the Notice convening this
Meeting, be and is hereby ratified by the shareholders of the Company.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and

is hereby authorized to do all such acts, deeds and things as may be necessary,
proper or expedient to give effect to this resolution.”

Item No.7: Ordinary Resolution for appointment of Shri Desh Deepak Goel
(DIN: 07739221) as an Independent Director

“RESOLVED THAT Shri Desh Deepak Goel (DIN: 07739221), who was
appointed as an Additional Director pursuant to Article 67(iv) of the Articles of
Association of the Company read with Sections 149 and 161 (1) of the
 Page 7 of 16

Companies Act, 2013 w.e.f. 23.09.2017 to hold Office upto the date of this
Annual General Meeting and in respect of whom, the Company has received a
notice in writing, from the Director himself pursuant to the provisions of Section
160 (1) of the Companies Act, 2013, be and is hereby appointed as an
Independent Director of the Company.”

Item No. 8: Ordinary Resolution for appointment of Shri Ranjit Rae (DIN:
07942234) as an Independent Director

“RESOLVED THAT Shri Ranjit Rae (DIN: 07942234), who was appointed as
an Additional Director pursuant to Article 67(iv) of the Articles of Association
of the Company read with Sections 149 and 161 (1) of the Companies Act, 2013
w.e.f. 23.09.2017 to hold Office upto the date of this Annual General Meeting
and in respect of whom, the Company has received a notice in writing, from the
Director himself pursuant to the provisions of Section 160 (1) of the Companies
Act, 2013, be and is hereby appointed as an Independent Director of the
Company.”

Item No.9: Ordinary Resolution for appointment of Shri Subodh Gupta

(DIN: 08113460) as Director

“RESOLVED THAT Shri Subodh Gupta (DIN: 08113460), who was appointed
as an Additional Director pursuant to Article 67(iv) of the Articles of
Association of the Company read with Section 161 (1) of the Companies Act,
2013 w.e.f. 18.04.2018 to hold Office upto the date of this Annual General
Meeting and in respect of whom, the Company has received a notice in writing,
from the Director himself pursuant to the provisions of Section 160 (1) of the
Companies Act, 2013, be and is hereby appointed as a Director of the Company,
liable to retire by rotation.”

Item No.10: Ordinary Resolution for appointment of Shri Pravin L.

Agrawal (DIN: 05277383) as Director

“RESOLVED THAT Shri Pravin L. Agrawal (DIN: 05277383), who was

appointed as an Additional Director pursuant to Article 67(iv) of the Articles of
Association of the Company read with Section 161 (1) of the Companies Act,
2013 w.e.f. 18.05.2018 to hold Office upto the date of this Annual General
Meeting and in respect of whom, the Company has received a notice in writing,
from the Director himself pursuant to the provisions of Section 160 (1) of the
Companies Act, 2013, be and is hereby appointed as a Director of the Company.”

Item No.11: Ordinary Resolution for appointment of Shri S. Balakrishnan

(DIN: 07804784) as Director

“RESOLVED THAT Shri S. Balakrishnan (DIN: 07804784), who was

appointed as an Additional Director pursuant to Article 67(iv) of the Articles of
Association of the Company read with Section 161 (1) of the Companies Act,
2013 w.e.f. 01.06.2018 to hold Office upto the date of this Annual General
Meeting and in respect of whom, the Company has received a notice in writing,
 Page 8 of 16

from the Director himself pursuant to the provisions of Section 160 (1) of the
Companies Act, 2013, be and is hereby appointed as a Director of the Company,
liable to retire by rotation.”

Item No.12: Special Resolution for amendment in Articles of Association by

insertion of Article 5A regarding buy-back of shares

“RESOLVED THAT pursuant to Section 14 and other applicable provisions of

the Companies Act, 2013, the following Article is inserted in the Article of
Association after Article 5:

5A. Buy Back of Shares

Notwithstanding anything contained in these articles and in pursuance of section
68, 69, 70 of the Companies Act, 2013, the company, may buy-back its own
shares or other specified securities as the Board of Directors may consider
appropriate subject to such approvals and sanctions as may be necessary and
subject to such limits, restrictions, terms and conditions, etc., as may be required
under the provisions of the Act/ Regulations /Rules applicable from time to time
including the amendments(s), if any thereto.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and

is hereby authorized to take such steps and do all such acts, deeds and things as
may be considered necessary, expedient, usual, proper or incidental in relation
to the said matter and take such actions and give such directions as they may
consider necessary or desirable to give effect to this Resolution and for any
matters connected herewith or incidental thereto.”

Result of the Electronic Voting and Poll on the Ordinary and Special
Businesses at the 54th Annual General Meeting of the Company:

No. & Resolution Particulars of Votes cast

Electronic Voting Poll Voting Result
Nos. (A) % Nos.(B) % Nos.(A)+(B) %
Ordinary Business
1. Ordinary Votes cast 3315009770 100 5433 0 3315015203 100
Resolution for in
adoption of FAVOUR
Financial
statements of the Votes cast 96008 0 0 0 96008 0
Company for the AGAINST
financial year
ended 31st March,
2018 together with Abstained 3895566 -- 0 -- 3895566 --
the Directors’ Votes
Report and
Auditors’ Report
thereon
 Page 9 of 16

2. Ordinary Votes cast 3318238617 100 5433 0 3318244050 100

Resolution for in
declaration of FAVOUR
Dividend for the Votes cast 575 0 0 0 575 0
financial year AGAINST
2017-18 Abstained 762374 -- 0 -- 762374 --
Votes
3. Ordinary Votes cast 3042696394 93.09 5433 0 3042701827 93.09
Resolution for re- in
appointment of Dr. FAVOUR
Subhash Chandra Votes cast 225710601 6.91 0 0 225710601 6.91
Pandey (DIN: AGAINST
01613073) who
retires by rotation Abstained 34154576 -- 0 -- 34154576 --
Votes
4. Ordinary Votes cast 3047411577 93.24 5433 0 3047417010 93.24
Resolution for re- in
appointment of FAVOUR
Shri Akhil Joshi Votes cast 220995290 6.76 0 0 220995290 6.76
(DIN: 06604954) AGAINST
who retires by Abstained 34154701 -- 0 -- 34154701 --
rotation Votes
5. Ordinary Votes cast 3310488184 99.77 5408 0 3310493592 99.77
Resolution to in
authorize the Board FAVOUR
of Directors to fix Votes cast 7750586 0.23 25 0 7750611 0.23
the remuneration of AGAINST
the Auditors for the
year 2018-19 Abstained 762824 -- 0 -- 762824 --
Votes
Special Business
6. Ordinary Votes cast 3317497248 99.98 5433 0 3317502681 99.98
Resolution for in
ratification of FAVOUR
Remuneration of Votes cast 741627 0.02 0 0 741627 0.02
Cost Auditors for AGAINST
financial year Abstained 762724 -- 0 -- 762724 --
2018-19 Votes
7. Ordinary Votes cast 3307596046 99.68 5433 0 3307601479 99.68
Resolution for in
appointment of FAVOUR
Shri Desh Deepak Votes cast 10642265 0.32 0 0 10642265 0.32
Goel (DIN: AGAINST
07739221) as an Abstained 763300 -- 0 -- 763300 --
Independent Votes
Director
8. Ordinary Votes cast 3307595406 99.68 5433 0 3307600839 99.68
Resolution for in
appointment of FAVOUR
Shri Ranjit Rae Votes cast 10642775 0.32 0 0 10642775 0.32
(DIN: 07942234) AGAINST
 Page 10 of 16

as an Independent Abstained 763115 -- 0 -- 763115 --

Director Votes
9. Ordinary Votes cast 3047163993 93.23 5433 0 3047169426 93.23
Resolution for in
appointment of FAVOUR
Shri Subodh Gupta Votes cast 221242921 6.77 0 0 221242921 6.77
(DIN:08113460) AGAINST
as Director Abstained 34154715 -- 0 -- 34154715 --
Votes
10. Ordinary Votes cast 3036351775 92.90 5433 0 3036357208 92.90
Resolution for in
appointment of FAVOUR
Shri Pravin L. Votes cast 232055085 7.10 0 0 232055085 7.10
Agrawal (DIN: AGAINST
05277383) as Abstained 34154785 -- 0 -- 34154785 --
Director Votes
11. Ordinary Votes cast 3047418209 93.24 5433 0 3047423642 93.24
Resolution for in
appointment of FAVOUR
Shri S. Votes cast 220988737 6.76 0 0 220988737 6.76
Balakrishnan AGAINST
(DIN: 07804784) Abstained 34154710 -- 0 -- 34154710 --
as Director Votes
12. Special Votes cast 3318699151 100 5433 0 3318704584 100
Resolution for in
amendment in FAVOUR
Articles of Votes cast 1802 0 0 0 1802 0
Association by AGAINST
insertion of Article Abstained 300713 -- 0 -- 300713 --
5A regarding buy- Votes
back of shares

All the above resolutions, which were put to vote, were passed with requisite
majority.

-sd/-
(Atul Sobti)
Chairman
Date: 09.10.2018
Place: New Delhi
 Page 11 of 16

Annexure-I
Chairman’s Address
th
54 Annual General Meeting
19th September, 2018

Ladies and Gentlemen,

Namaskar!

On behalf of the Board of Directors, I take this opportunity to extend a very

cordial welcome to all of you in the 54th Annual General Meeting of your
company. The Annual Report for the year ending 31st March 2018 is with you
and with your permission, I shall take it as read.

I am happy to share that your company delivered a resilient performance during

2017-18. Amidst continued challenging business environment, initiatives taken
in the recent past have resulted in significant progress in enhancing profitability
and productivity, reinforcing our leadership in power sector, and strengthening
non-power business areas. These achievements, along with the strategies in
place, are strengthening our pre-eminent position among national assets and
assuring our continued contribution in building a ‘New India’.

Company performance 2017-18

Now, let us look at some of the achievements in the year 2017-18 reflecting your
company’s strong fundamentals:

Financial performance

 The company registered a turnover of Rs. 27,850 Crore during 2017-18

against Rs. 27,740 Crore in the previous year. With this, your company has
achieved a growth of 11% during last two years [2016-2018].

 Profit Before Tax during 2017-18 was Rs. 1,585 Crore compared to Rs. 628
Crore in the year before, registering an increase of 152%. Net Profit (PAT)
stood at Rs. 807 Crore compared to Rs. 496 Crore in 2016-17.

 Your company is proposing to pay a total dividend of 91% for the year 2017-
18 on the enhanced paid up share capital, post bonus issue in 2017. Subject
to the approval of shareholders, it would be the highest dividend paid during
last four years.

Project execution

 During 2017-18, 4,149 MW of power generating capacity was

commissioned/ synchronised. In addition, 170 MW of solar PV plants were
also commissioned. With this, the worldwide installed base of power
generating equipment supplied by BHEL has exceeded 183 GW.
 Page 12 of 16

 Your company successfully executed 3x110 MW Kishanganga hydroelectric

project, located in remote and difficult terrain in Jammu & Kashmir state.
Our Hon’ble Prime Minister, Shri Narendra Modi inaugurated and dedicated
this prestigious project to the nation on May 19, 2018. The project will
generate 1,350 Million Units (MU) of clean electricity annually. With this,
BHEL has contributed more than 40% of the installed power generating
capacity in J&K, with more than 40 commissioned sets having generation
capacity of 1,652 MW.

Order booking

 Your company reinforced its leadership position by securing all orders for
main packages of thermal power projects during the year 2017-18 in a
shrunken and highly competitive Indian power sector market. Total orders
won during the year are Rs 40,932 Crore - 74% higher than the last year.
This includes highest ever orders won in transportation, defence, solar and
water business resulting from our unflinching focus on increasing non-coal
business. With this, total orders over Rs 1,18,000 Cr- highest during the last
five years-are in hand.

 Some of the major orders won were 3x800 MW Patratu - largest power
project order on EPC basis ever placed in the country through international
competitive bidding, 2x660 MW Udangudi, 1x660 MW Panki, 1x660 MW
Bhusawal, Steam Generator package for 2x700 MWe Nuclear power plant
at Gorakhpur, 30 nos. of 3-phase IGBT based WAG-9H electric
locomotives, 146 sets of 25 kV AC IGBT based 3-phase electrics for
mainline EMU trains from Indian Railways and 6 nos. of sewage treatment
plants (STP) at Raipur among others.

 Leveraging capabilities in the emission control equipment business, BHEL

has secured Flue Gas Desulphurization (FGD) orders for 17 thermal units till
March 31, 2018.

 Diversification efforts of your company gained traction with the receipt of

the highest ever orders in solar power in megawatt terms and a breakthrough
order in the municipal segment for construction of sewage treatment plants.
These will help in strengthening capabilities of BHEL in emerging areas.

Innovation led growth

 BHEL has designed and developed state-of-the-art IGBT based 3-phase

drive propulsion equipment for India’s first ever air-conditioned AC EMU
train for Mumbai suburban application. The propulsion equipment includes
3-phase traction motor, traction transformer, IGBT traction converter, IGBT
auxiliary converters, IGBT based air-conditioning converter and train
control & management system (TCMS) - the heart of the train system. The
propulsion control system incorporates regenerative electrical braking,
 Page 13 of 16

yielding substantial energy savings. This AC EMU has been successfully

running and providing safe and comfortable journey to the commuters of
Mumbai since 25th December 2017. It has covered more than 1,00,000 km.

 With strong focus on innovation and R&D, your company invested more
than 2.5% of its turnover, to the tune of Rs. 753 Crore on R&D during the
year. Your company also filed the highest-ever 530 patents and copyrights
in a year, enhancing its intellectual capital to 4,357 patents and copyrights
filed, for productive use in the company’s business.

Our efforts are progressing well but there’s still a lot of hard work ahead.
Keeping the future requirements at the front, the company is focussing on
outcome based Engineering & Technology initiatives.

The future…

India is the fastest growing major economy in the world. Supported by

demographic dividend, technology developments, and economic reforms, it is
envisaged to become a US$ 5 trillion economy by 2025 and US$ 10 trillion by
2030 from present US$ 2.6 trillion. This will translate into humongous demand
and opportunities in energy and infrastructure sector.

April 28, 2018 is a historic day in the development journey of India. This day
onwards, every single village of India has access to electricity. Taking the
momentum forward, government is targeting to achieve 100% household
electrification by end of this year. This improvement in accessibility and
availability of electricity which is expected to spur its demand and consumption
is one of the most significant changes underway in India’s power sector, where
your company is one of the leaders.

In addition to the above, railways, ports, urban infrastructure, environmental

solutions, and core industries like cement, coal, steel and petrochemicals are
slated for massive investment in coming years to fuel India’s growth aspirations.

This makes it a very exciting time. It is bringing many more opportunities for
your company, particularly in the areas of clean energy, energy storage, e-
mobility, emission control equipment, urban transport and infrastructure
development, among others.

Creating BHEL of Tomorrow

This is a significant moment for your company to move to the next level of
performance by converting the emerging opportunities into potential success
stories. Therefore, your company has embarked on a transformational journey
of ‘Creating BHEL of Tomorrow’, with the threefold objective of enhancing
responsiveness to emerging opportunities, building new levers of robustness and
laying foundation for a sustainably rising BHEL.
 Page 14 of 16

Our seminal strategy framework, which is the pillar of this transformational

journey, consists of three strategy themes spread over concurrent time horizons:
Survive, Revive, and Thrive (SRT) - a concept envisioned by your company.
The three themes are targeted simultaneously and the strategies under these
address the immediate and future challenges of the company.

Survive: After a declining performance trend for three years up to 2015-16, the
first goal of your company during the last two years has been to regain
profitability and growth. We gave utmost priority to expeditious Execution of
orders, coupled with strict cost control, efficient utilisation of resources through
Consolidation, and enhancing speed of response through Simplification. Strong
focus on conversion of non-executable orders into executable ones;
consolidation and restructuring of corporate functions and business groups;
manpower audit; simplification of policies and procedures, and greater
application of IT in business processes were some of the initiatives which your
company successfully executed. This was our ‘Survival’ strategy, which enabled
us not only to reverse the declining performance trends, but also pursue the
momentum of improved performance.

Revive: While it is satisfying to see the company back on growth path, our
strategies to build new sources of strength are the imperative for sustained
‘Revival’ of the company. This includes building Assertiveness to protect
leadership in our core business and the grit of never settling for anything less,
holistic Development of our most important asset - our people, in alignment with
future business requirements, and maximum harnessing of Digitalization to
create new growth opportunities and improve operational excellence. Portfolio
expansion in core business; policy and structural changes for giving impetus to
employee development and motivation; development of IoT based solutions for
utilities; and digitalization of all employee-utility services are being executed.
This is the key to growth in the medium term and to surpass our own
benchmarks.

Thrive: To take the company to the next level, where we aspire to ‘Thrive’ and
move towards the vision of becoming a global engineering enterprise, we
continue to focus on Globalization, and Diversification to increase business from
non-coal areas, and further strengthen our Innovation capabilities. Accordingly,
we have created and restructured business verticals for emerging opportunities.
Development of technologies such as advanced ultra-supercritical technology
for power generation, propulsion system for electric vehicles and conversion of
coal to methanol have been taken up in mission mode. Alongside developing
technologies in-house, we are collaborating with global technology leaders and
have entered into technology collaboration agreement with ISRO for Li-ion cells
and Kawasaki Heavy Industries for stainless steel metro coaches.

These nine elements: Execution, Consolidation, Simplification as part of

Survival strategy; Assertiveness, Development, Digitalization as part of Revival
strategy; and Globalization, Diversification, Innovation as part of our Thrive
strategy – are together named as Nine Elements for Executing Vision (NEEV).
These form the bedrock of the strategic plan ‘The Road to 2022’ of your
 Page 15 of 16

company, providing direction to the transformation journey of ‘Creating BHEL

of Tomorrow’.

As demonstrated during the last two years, your company will continue to work
diligently on each of these elements with similar zeal and zest in future.

Governance & Sustainable Development

Your company conducts its business with the highest legal, ethical and
professional standards for stakeholders’ prosperity and growth on a sustainable
basis. The company strives to achieve all its goals through sound business
decisions, prudent financial management and high standards of ethics
throughout the organization.

Several corporate social responsibility initiatives in the form of socio-economic

and community development programmes undertaken by your company are
aligned with national priorities so to have an amplified impact on communities
around. We continue to serve society through our contribution in education,
health, skill development, and improvement in the living conditions and hygiene
in villages & communities spread across the country.

Your company has been actively involved in skill development initiatives of the
Government of India. During 2017-18, BHEL provided skill development
opportunities to more than 24,000 individuals under various schemes like
Graduate apprenticeship, Diploma apprenticeship, Vocational apprenticeship,
Trade apprenticeship, etc. BHEL was recognized as Champion of Change under
the category of ‘Best Central Public Sector Enterprises’ by the Ministry of Skill
Development & Entrepreneurship for engaging maximum number of
apprentices under the Apprentices Act, 1961.

Our sustained efforts towards conservation of energy, deployment of energy

efficient measures and installation of renewable energy based systems in our
operations are our contribution towards protecting the environment. From our
various solar-power related initiatives alone, we achieved carbon footprint
avoidance to the extent of 15,454 MT CO2-e during 2017-18.

Under ‘Swachh Bharat’ and ‘Clean Ganga’ initiatives, among other things,
BHEL is continuing support for construction of 25 clusters of Bio-Digester
toilets with 276 units in Haridwar and Rishikesh. Your company extended
financial support to NGO ‘Rastotthana Parishat’ for free medical support to 90
Thalassemia patients in Bengaluru, financial support for distribution of helping
aids to ‘Divyang Jan’ and partnered with MAHAGENCO for providing financial
support for 9 drinking water plants with water ATMs in Maharashtra villages.

Continuing the tradition of winning laurels, the organization and its employees
won several prestigious awards during the year 2017-18. Notable among these
are Prime Minister’s Shram Awards to 42 employees; Vishwakarma Rashtriya
Puraskars to 63 employees; Golden Peacock Innovation Management Award;
ICC PSE Excellence Award for excellence in Human Resource Management,
 Page 16 of 16

Contribution of Women in PSEs, R&D and Technology development; EEPC

INDIA Northern Region Award for Engineering Export Excellence; FICCI-
AIOE National Award for outstanding achievement in Industrial Relations; and
‘Model Employer’ by Ministry of Labour & Employment, Government of India.

Partners on the Journey

Aspirations in our journey cannot be achieved without acknowledging dedicated

and committed efforts of each & every member of BHEL family. I would like to
express sincere thanks and gratitude to our esteemed customers and other
business partners for their continued confidence in us, our employees for their
passion and perseverance, members of Board for their guidance, and you, our
shareholders for support and trust in the company. I would like to thank
Ministries of Government of India, particularly the Department of Heavy
Industry for their valuable guidance and support in all our endeavors.

BHEL’s immense contribution in nation building endeavors makes your

company the finest example of successful ‘Make in India’. We are committed
and ready to take this mission forward in building a ‘New India’ which is
prosperous, confident and happy.

Thank you
Jai Hind!

-sd/-
(Atul Sobti)
Chairman & Managing Director
New Delhi
September 19, 2018